HOST HOTELS & RESORTS L.P.

Previous wording

(1)EBITDAre, Adjusted EBITDAre, NAREIT FFO per diluted share and Adjusted FFO per diluted share and comparable hotel operating results (including hotel revenues and hotel EBITDA and margins) are non-GAAP financial measures within the meaning of the rules of the SEC. See “Non-GAAP Financial Measures” and "Comparable Hotel Operating Statistics and Results" for more information on these measures, including why we believe these supplemental measures are useful, reconciliations to the most directly comparable GAAP measure, and the limitations on the use of these supplemental measures. Additionally, comparable hotel results and statistics are based on 79 comparable hotels as of March 31, 2025 and include adjustments for non-comparable hotels, dispositions and acquisitions. See Comparable Hotel RevPAR Overview for results of the portfolio based on our ownership period, without these adjustments.

Current wording

(1)EBITDAre, Adjusted EBITDAre, NAREIT FFO per diluted share and Adjusted FFO per diluted share and comparable hotel operating results (including hotel revenues and hotel EBITDA and margins) are non-GAAP financial measures within the meaning of the rules of the SEC. See “Non-GAAP Financial Measures” and "Comparable Hotel Operating Statistics and Results" for more information on these measures, including why we believe these supplemental measures are useful, reconciliations to the most directly comparable GAAP measure, and the limitations on the use of these supplemental measures. Additionally, comparable hotel results and statistics are based on 78 comparable hotels as of June 30, 2025 and include adjustments for non-comparable hotels, dispositions and acquisitions. See Comparable Hotel RevPAR Overview for results of the portfolio based on our ownership period, without these adjustments.

Previous wording

Total revenues increased $123 million, or 8.4%, as compared to the first quarter of 2024, driven by a 5.7% increase in room rates at our comparable hotels as well as continued strong group business driving food and beverage revenues. The first quarter also benefited from the 2024 acquisitions of the 1 Hotel Nashville and Embassy Suites by Hilton Nashville Downtown, 1 Hotel Central Park and The Ritz-Carlton O'ahu, Turtle Bay. However, this was partially offset by the closure of The Don CeSar through March 26, 2025, following the impacts of Hurricanes Helene and Milton in September and October 2024, respectively. Comparable hotel RevPAR increased 7.0% for the quarter, primarily due to the increase in room rates, reflecting continued strong group demand, improving recovery in Maui for the quarter as well as market specific events such as the inauguration in Washington, D.C. and the Super Bowl in New Orleans.

Current wording

Total revenues increased $120 million, or 8.2%, and $243 million, or 8.3%, for the second quarter and year-to-date 2025, respectively, as compared to 2024. The improvements for the quarter were driven by a 3.7% increase in room rates at our comparable hotels, primarily due to strong transient demand, coupled with increases in food and beverage revenues and ancillary spend. Second quarter and year-to-date total revenues also benefited from the 2024 acquisitions of the 1 Hotel Nashville and Embassy Suites by Hilton Nashville Downtown, 1 Hotel Central Park and The Ritz-Carlton O'ahu, Turtle Bay (collectively, the "2024 Acquisitions"). Comparable hotel RevPAR increased 3.0% and 5.0% for the quarter and year-to-date 2025, respectively, primarily due to the increase in room rates and strong transient demand, along with the continuing recovery in Maui, which more than offset a decline in group demand due to planned renovation disruption and business mix shifting from group to transient in Maui.

Previous wording

Comparable hotel Total RevPAR increased 5.8% for the first quarter, compared to 2024, primarily due to the rate increases and improvements in food and beverage revenues driven by continued strength in group business. The growth was led by our Washington, D.C., Nashville and New York markets with increases of 19.2%, 16.8% and 14.0%, respectively, in the first quarter, driven by both rate and occupancy growth. The Washington, D.C. market benefited from the Presidential Inauguration, while the increases at our Nashville and New York properties were driven by group business. Our New Orleans market also outperformed with growth of 9.6% due to the Super Bowl. These strong performances were partially offset by comparable hotel Total RevPAR declines in our San Diego and Seattle markets of 4.2% and 1.8%, respectively. In San Diego, there were less citywide events leading to a decline in group demand, while our Seattle properties had less contribution from group business. Comparable hotel Total RevPAR in our Maui market grew 6.8% over the first quarter of 2024, as its recovery from the wildfires continues.

Current wording

Comparable hotel Total RevPAR increased 4.2% for the second quarter 2025 compared to 2024, due primarily to the rate increases and improvements in food and beverage revenues driven by strength in transient business. Comparable hotel Total RevPAR increased 5.0% for year-to-date 2025 compared to 2024. For the quarter, the growth was led by our Atlanta, Maui, Miami and San Francisco/San Jose markets with increases of 20.8%, 18.5%, 16.4% and 15.7%, respectively, compared to the second quarter of 2024 , driven by rate growth and strong transient demand. The San Francisco/San Jose market benefited from an improved citywide events calendar and Maui continued its recovery from the wildfires. These strong performances were partially offset by comparable hotel Total RevPAR declines in our Austin and Washington, D.C. (CBD) markets of 34.6% and 11.0%, respectively. Both markets were impacted by large-scale renovation projects at certain properties, while Austin was further impacted by the beginning of the multi-year closure of the city's convention center.

Previous wording

Net income decreased $21 million, or 7.7%, for the quarter, primarily due to a decline in gains on insurance settlements and an increase in interest expense, partially offset by the improvements in operations. These changes led to a decrease in diluted earnings per share of $0.03, or 7.9%, for the quarter. Adjusted EBITDAre, which excludes property insurance gains and interest expense, among other items, increased $25 million to $514 million. Adjusted FFO per diluted share increased $0.03 to $0.64 for the first quarter, reflecting the improvement in Adjusted EBITDAre, partially offset by an increase in interest expense which is included in Adjusted FFO per diluted share but not Adjusted EBITDAre.

Current wording

Net income decreased $17 million and $38 million for the quarter and year-to-date 2025, respectively, as recent acquisitions, improvements in operating results and a $21 million gain on asset sales were offset by the declines in net gains on insurance settlements noted above and increases in depreciation, interest expense, and income taxes. These changes led to a decrease in diluted earnings per share of $0.02, or 5.9%, and $0.05, or 6.9%, for the quarter and year-to-date, respectively. Adjusted EBITDAre, which excludes gain on property insurance, gain on asset sale, depreciation, interest expense and taxes, increased $15 million and $40 million for the second quarter and year-to-date, respectively, as improvements in operations and earnings from our 2024 Acquisitions more than offset a decline in business interruption proceeds and wage increases. Adjusted FFO per diluted share increased $0.01, or 1.8%, for the quarter and increased $0.02, or 1.7%, for year-to-date, reflecting the changes in Adjusted EBITDAre partially offset by increases in interest expense and income taxes which are included in Adjusted FFO per diluted share but not Adjusted EBITDAre.

Previous wording

Despite the macroeconomic uncertainty, we are maintaining our prior 2025 comparable hotel RevPAR growth guidance range, as there have not been any material declines in demand trends, though we are beginning to see moderating trends in group lead volume. Our forecast assumes comparable hotel RevPAR growth will be between 0.5% and 2.5% for the full year 2025. The forecast assumes a moderate recovery at our Maui properties; however, the timing of Maui's full recovery remains uncertain. In addition, we continue to expect margins to decline in comparison to 2024, driven by higher wages and benefits, including increases driven by new union contracts in certain cities, as well as growth in insurance and real estate taxes.

Current wording

Based on the trends noted, we expect comparable hotel RevPAR growth for the full year 2025 will be between 1.5% and 2.5%, reflecting an expected decline in comparable hotel RevPAR in the third quarter year-over-year and modest growth in the fourth quarter. The forecast assumes continued recovery at our Maui properties; however, the timing of Maui's full recovery remains uncertain. In addition, we continue to expect margins to decline in comparison to 2024, driven by higher wages and benefits, including increases driven by new union contracts in certain cities.

Previous wording

Capital Projects. During the first quarter of 2025, we spent approximately $46 million on return on investment ("ROI") capital projects, $61 million on renewal and replacement projects, and $39 million on hurricane and other restoration work. This included our continuing restoration efforts at The Don CeSar following Hurricanes Helene and Milton, for which we estimate the total property reconstruction and remediation costs, including resiliency enhancements, to be approximately $100 million to $110 million of which approximately 25-30% relates to remediation costs. The Don CeSar reopened to guests on March 26, 2025, as part of a phased reopening, with amenities such as the retail space, restaurant and second pool expected to re-open in the summer of 2025. As of April 30, 2025, we have received total insurance proceeds of $20 million related to our claims, of which $10 million has been recognized as business interruption proceeds in the first quarter of 2025.

Current wording

Capital Projects. Through the second quarter of 2025, we spent approximately $109 million on return on investment ("ROI") capital projects, $129 million on renewal and replacement projects, and $60 million on hurricane and other restoration work. This included our continuing restoration efforts at The Don CeSar following Hurricanes Helene and Milton, for which we estimate the total property reconstruction and remediation costs, including resiliency enhancements, to be approximately $100 million to $105 million of which approximately 30% relates to remediation costs. The Don CeSar reopened to guests on March 26, 2025, as part of a phased reopening, with the remaining amenities expected to re-open later this year. As of June 30, 2025, we have received total insurance proceeds of $29 million related to our claims, of which $19 million has been recognized as business interruption proceeds, including $9 million in the second quarter of 2025. Subsequent to quarter end, we received an additional $10 million of insurance proceeds, of which $5 million related to business interruption.

Previous wording

In collaboration with Hyatt, we initiated a transformational capital program in 2023 on six properties in our portfolio. These investments are intended to position the targeted hotels to compete better in their respective markets while seeking to enhance long-term performance. We expect to invest approximately $125 million to $200 million per year on this program through 2027. Hyatt has agreed to provide additional priority returns on the agreed upon investments and operating profit guarantees totaling $40 million to offset expected business disruptions.

Current wording

In collaboration with Hyatt, we initiated a transformational capital program in 2023 on six properties in our portfolio. These investments are intended to position the targeted hotels to compete better in their respective markets while seeking to enhance long-term performance. We expect to invest approximately $125 million to $200 million per year on this program through 2027. Hyatt has agreed to provide additional priority returns on the agreed upon investments and operating profit guarantees totaling $40 million to offset expected business disruptions. Approximately 53% of the total estimated costs of the program have been spent as of June 30, 2025, and we spent approximately $54 million year-to-date 2025, which is included in ROI capital projects.

Previous wording

For full year 2025, we expect total capital expenditures of $580 million to $670 million, consisting of ROI projects of approximately $270 million to $315 million, renewal and replacement expenditures of $240 million to $275 million, and $70 million to $80 million for the restoration work from the damage caused by Hurricanes Helene and Milton. The full year ROI project spend includes approximately $170 million to $180 million for the Hyatt transformational capital program discussed above.

Current wording

For full year 2025, we expect total capital expenditures of $590 million to $660 million, consisting of ROI projects of approximately $270 million to $305 million, renewal and replacement expenditures of $250 million to $275 million, and $70 million to $80 million for the restoration work from the damage caused by Hurricanes Helene and Milton. The full year ROI project spend includes approximately $170 million to $180 million for the Hyatt transformational capital program discussed above.

Previous wording

Construction continued on the development of 40 condominiums on a five-acre development parcel to be Four Seasons-branded and managed residences at the Four Seasons Resort Orlando at Walt Disney World® Resort. The mid-rise building is expected to be completed in the fourth quarter of 2025, and the villas are expected to be completed in the first half of 2026. During the first quarter of 2025, we spent $19 million in development costs for this project and expect full year 2025 development costs for this project to be $75 million to $85 million.

Current wording

Construction continued on the development of 40 condominiums on a five-acre development parcel to be Four Seasons-branded and managed residences at the Four Seasons Resort Orlando at Walt Disney World® Resort. The mid-rise building is expected to be completed in the fourth quarter of 2025, and the villas are expected to be completed in the first half of 2026. Year-to-date 2025, we spent $43 million in development costs for this project and expect full year 2025 development costs for this project to be $75 million to $85 million.

Previous wording

Total revenues for the first quarter increased 8.4% compared to the first quarter of 2024, due to an increase in room rates, improvements in food and beverage revenues driven by continued strong group business, improving leisure demand on Maui, and other market-specific events. Our 2025 revenues also benefited from the operations of our 2024 acquisitions, including 1 Hotel Nashville and Embassy Suites by Hilton Nashville Downtown acquired in April 2024, 1 Hotel Central Park acquired in July 2024, and The Ritz-Carlton O'ahu, Turtle Bay acquired in July 2024 (collectively, the "2024 Acquisitions"). The improvements were partially offset by the closure of The Don CeSar, which closed in September 2024 due to Hurricanes Helene and Milton, and reopened on March 26, 2025.

Current wording

Total revenues for the second quarter and year-to-date increased 8.2% and 8.3%, respectively compared to 2024, due to an increase in room rates driven by strong transient demand, partially offset by a decline in group demand due to planned renovation disruption and business mix shifting from group to transient on Maui. Second quarter and year-to-date total revenues also benefited from the operations of our 2024 acquisitions, including 1 Hotel Nashville and Embassy Suites by Hilton Nashville Downtown acquired in April 2024, 1 Hotel Central Park acquired in July 2024, and The Ritz-Carlton O'ahu, Turtle Bay acquired in July 2024. The year-to-date improvements were partially offset by the closure of The Don CeSar, which closed in September 2024 due to Hurricanes Helene and Milton, and reopened to guests on March 26, 2025 as part of a phased reopening.

Previous wording

Rooms. Total rooms revenues increased $85 million, or 10.0%, for the first quarter compared to 2024, reflecting the operations of the 2024 Acquisitions and an increase at our comparable hotels of $51 million, or 5.8%, for the quarter driven by a 5.7% increase in average room rate coupled with an 80 basis point improvement in occupancy.

Current wording

Rooms. Total rooms revenues increased $64 million, or 7.2%, and $149 million, or 8.6%, for the second quarter and year-to-date, respectively, compared to 2024, reflecting the operations of the 2024 Acquisitions and an increase at our comparable hotels of $27 million, or 3.0%, and $79 million, or 4.4%, for the second quarter and year-to-date, respectively, driven primarily by an increase in average room rate of 3.7% and 4.7%, respectively, and an increase in transient demand.

Previous wording

Food and beverage. Total food and beverage ("F&B") revenues increased $30 million, or 6.3%, for the first quarter compared to 2024 due to the 2024 Acquisitions and an increase in comparable F&B revenues of $18 million, or 3.7%, which was driven by contribution growth in banquet and audio-visual revenues, as well as an increase in outlet revenues from the improving recovery on Maui.

Current wording

Food and beverage. Total food and beverage ("F&B") revenues increased $31 million, or 6.9%, for the quarter and $61 million, or 6.6%, year-to-date, compared to 2024, due to results of the 2024 Acquisitions and an increase in comparable F&B revenues of $18 million, or 4.0%, and $36 million, or 3.9%, for the quarter and year-to-date, respectively. The increases were driven by strong outlet revenues from our resorts, specifically our Maui resorts as the recovery continues, as well as the completion of ROI projects at several restaurant locations. For the year-to-date, F&B revenue growth was also driven by contribution growth in banquet and audio-visual revenues.

Previous wording

Other revenues. Total other revenues increased $8 million, or 5.5%, for the first quarter compared to 2024 driven by results from the 2024 Acquisitions. Other revenues at our comparable hotels increased $2 million, or 1.3%, primarily due to an increase in spa, golf and other ancillary revenues as the recovery continues on Maui, though these increases were partially offset by a decrease in attrition and cancelation fees from record levels recorded in the first quarter of 2024 related to Maui.

Current wording

Other revenues. Total other revenues increased $25 million, or 18.7%, and $33 million, or 11.8%, for the quarter and year-to-date, respectively, compared to 2024, driven by results from the 2024 Acquisitions. Other revenues at our comparable hotels increased $18 million, or 13.1%, for the quarter and $19 million, or 6.6%, year-to-date, primarily due to an increase in spa, golf and other ancillary revenues, driven by the continued recovery on Maui, and an increase in attrition and cancellation fees during the second quarter.

Previous wording

Our operating costs and expenses, which consist of both fixed and variable components, are affected by several factors. Rooms expenses are affected mainly by occupancy, which drives costs related to items such as housekeeping, reservation systems, room supplies, laundry services and front desk costs. Food and beverage expenses correlate closely with food and beverage revenues and are affected by occupancy and the mix of business between banquet, audio-visual and outlet sales. However, the most significant expense for the rooms, food and beverage, and other departmental and support expenses is wages and employee benefits, which comprise approximately 57% of these expenses. For the first quarter of 2025, these expenses increased approximately 6% on a per available room basis compared to 2024, primarily due to an overall increase in general wage rates and benefits. Wage and benefit rate inflation is expected to be approximately 6% in 2025.

Current wording

Our operating costs and expenses, which consist of both fixed and variable components, are affected by several factors. Rooms expenses are affected mainly by occupancy, which drives costs related to items such as housekeeping, reservation systems, room supplies, laundry services and front desk costs. Food and beverage expenses correlate closely with food and beverage revenues and are affected by occupancy and the mix of business between banquet, audio-visual and outlet sales. However, the most significant expense for the rooms, food and beverage, and other departmental and support expenses is wages and employee benefits, which comprise approximately 58% of these expenses. For both the second quarter and year-to-date of 2025, these expenses increased approximately 5.5% on a per available room basis compared to 2024, primarily due to an overall increase in general wage rates and benefits. Wage and benefit rate inflation is expected to be approximately 6% in 2025.

Previous wording

The increase in expenses for the first quarter of 2025 compared to 2024 for rooms, food and beverage, and other departmental and support was generally due to the corresponding increases in revenues due to the 2024 Acquisitions, and also reflected increased expenses at our comparable hotels primarily due to increased wages and benefits, as described below:

Current wording

The increase in expenses for the second quarter and year-to-date 2025 compared to 2024 for rooms, food and beverage, other departmental and support, and management fees was generally due to the corresponding increases in revenues due to the 2024 Acquisitions, and also reflected increased expenses at our comparable hotels primarily due to increased wages and benefits, as described below:

Previous wording

Rooms. Rooms expenses increased $23 million, or 11.4%, for the quarter. Our comparable hotels rooms expenses increased $13 million, or 6.2%, for the quarter driven by an overall increase in wage rates.

Current wording

Rooms. Rooms expenses increased $19 million, or 8.9%, and $42 million, or 10.1%, for the quarter and year-to-date, respectively. Our comparable hotels rooms expenses increased $10 million, or 4.6%, and $23 million, or 5.4%, for the quarter and year-to-date, respectively, driven by an overall increase in wage rates.

Previous wording

Food and beverage. F&B expenses increased $28 million, or 9.5%, for the quarter. For our comparable hotels, F&B expenses increased $16 million, or 5.3%, for the quarter. Overall, F&B costs as a percentage of revenues increased slightly year over year as a result of increased wages and benefits.

Current wording

Food and beverage. F&B expenses increased $27 million, or 9.4%, and $55 million, or 9.5%, for the quarter and year-to-date, respectively. For our comparable hotels, F&B expenses increased $16 million, or 5.5%, and $31 million, or 5.2%, for the quarter and year-to-date, respectively. Overall, F&B costs as a percentage of revenues increased slightly year over year as a result of increased wages and benefits.

Previous wording

Other departmental and support expenses. Other departmental and support expenses increased $30 million, or 9.0%, for the quarter. On a comparable hotel basis, other departmental and support expenses increased $11 million, or 3.3%, for the quarter. These increases were primarily due to higher wage expense.

Current wording

Other departmental and support expenses. Other departmental and support expenses increased $32 million, or 9.3%, and $62 million, or 9.2%, for the quarter and year-to-date, respectively. On a comparable hotel basis, other departmental and support expenses increased $14 million, or 3.9%, and $25 million, or 3.6%, for the quarter and year-to-date, respectively. These increases were primarily due to higher wage expense.

Previous wording

Management fees. Total management fees were flat for the quarter. Base management fees, which generally are calculated as a percentage of total revenues, increased $3 million, or 7.3%, for the quarter. At our comparable hotels, base management fees increased $2 million, or 4.3%. Incentive management fees, which generally are based on the amount of operating profit at each hotel after we receive a priority return on our investment, decreased $3 million, or 10.7%, for the quarter, while incentive management fees were flat at our comparable hotels.

Current wording

Management fees. Total management fees increased $1 million, or 1.4%, and $1 million, or 0.7%, for the quarter and year-to-date, respectively. Base management fees, which generally are calculated as a percentage of total revenues, increased $2 million, or 4.8%, and $5 million, or 6.0%, for the quarter and year-to-date, respectively. At our comparable hotels, base management fees increased $1 million, or 3.1%, and $3 million, or 3.7%, for the quarter and year-to-date, respectively. Incentive management fees, which generally are based on the amount of operating profit at each hotel after we receive a priority return on our investment, decreased $1 million, or 3.7%, and $4 million, or 7.3%, for the quarter and year-to-date, respectively. At our comparable hotels, incentive management fees decreased $1 million, or 3.1%, and $1 million, or 2.4%, for the quarter and year-to-date, respectively.

Previous wording

Other property-level expenses. These expenses generally do not vary significantly based on occupancy and include expenses such as property taxes and insurance. Other property-level expenses increased $7 million, or 6.7%, for the quarter, due to the 2024 Acquisitions. Other property-level expenses at our comparable hotels increased $2 million, or 2.0%, for the quarter. Other property-level expenses were partially offset by the receipt of operating profit guarantees under the transformational capital programs in both 2025 and 2024.

Current wording

Other property-level expenses. These expenses generally do not vary significantly based on occupancy and include expenses such as property taxes and insurance. Other property-level expenses increased $6 million, or 5.9%, and $13 million, or 6.3%, for the quarter and year-to-date, respectively, primarily due to increases in property taxes and increases due to the 2024 Acquisitions. Other property-level expenses at our comparable hotels remained flat for the quarter, and increased $3 million, or 1.2%, year-to-date. Other property-level expenses also were partially offset by the receipt of operating profit guarantees received from our managers related to the transformational capital programs in both 2025 and 2024.

Previous wording

Corporate and other expenses. The following table details our corporate and other expenses for the quarters (in millions):

Current wording

Corporate and other expenses. The following table details our corporate and other expenses for the quarter and year-to-date (in millions):

Previous wording

Net gain on insurance settlements. The following table details our gain on insurance settlements for property damage and business interruption, net of property damage and remediation losses, related to Hurricanes Ian, Helene and Milton for the quarters (in millions):

Current wording

Net gain on insurance settlements. The following table details our gain on insurance settlements for property damage and business interruption, net of property damage and remediation losses, related to Hurricanes Ian, Helene and Milton, as well as the 2023 Maui wildfires, for the quarter and year-to-date (in millions):

Previous wording

Interest expense. Interest expense increased for the quarter due primarily to higher outstanding debt balances during the first quarter of 2025 compared to 2024, as we refinanced $400 million of senior notes in 2024 through the issuances of $1.3 billion of senior notes at higher interest rates, and also used the proceeds to partially fund the 2024 Acquisitions. The following table details our interest expense for the quarters (in millions):

Current wording

Interest expense. Interest expense increased for the quarter and year-to-date 2025, primarily due to higher outstanding debt balances during 2025 compared to 2024, as we refinanced $400 million of senior notes in 2024 and $500 million in 2025 through the issuances of $1.8 billion of senior notes at higher interest rates, and also used the proceeds to partially fund the 2024 Acquisitions. The following table details our interest expense for the quarter and year-to-date (in millions):

Previous wording

(1)Including the change in accrued interest, total cash interest paid was $56 million and $39 million for the quarters ended March 31, 2025 and 2024, respectively.

Current wording

(1)Including the change in accrued interest, total cash interest paid was $63 million and $52 million for the quarters ended June 30, 2025 and 2024, respectively, and $119 million and $91 million year-to-date 2025 and 2024, respectively.

Previous wording

Benefit for income taxes. We lease substantially all our properties to consolidated subsidiaries designated as taxable REIT subsidiaries (“TRS”) for U.S. federal income tax purposes. Taxable income or loss generated/incurred by the TRS primarily represents hotel-level operations, net of the aggregate rent paid to Host L.P. by the TRS, on which we record an income tax provision or benefit. For the first quarter of 2025, we recorded a net income tax benefit of $1 million, primarily due to a loss recorded by the TRS.

Current wording

Provision for income taxes. We lease substantially all our properties to consolidated subsidiaries designated as taxable REIT subsidiaries (“TRS”) for U.S. federal income tax purposes. Taxable income or loss generated/incurred by the TRS primarily represents hotel-level operations, net of the aggregate rent paid to Host L.P. by the TRS, on which we record an income tax provision or benefit. For the second quarter and year-to-date of 2025, we recorded a net income tax provision of $27 million and $26 million, respectively, primarily due to the profitability of hotel operations retained by the TRS. The increase for both the quarter and year-to-date, as compared to 2024, is also due to the recognition of federal income tax credits related to the installation of a co-generation plant at one of our properties in 2024.

Previous wording

The following tables set forth performance information for our hotels by geographic location for the quarters ended March 31, 2025 and 2024, respectively, on a comparable hotel and actual basis:

Current wording

The following tables set forth performance information for our hotels by geographic location for the quarter and year-to-date ended June 30, 2025 and 2024, respectively, on a comparable hotel and actual basis:

Previous wording

Our customers fall into three broad categories: transient, group, and contract business, which accounted for approximately 60%, 36%, and 4%, respectively, of our full year 2024 room sales. The information below is derived from business mix results from the 79 comparable hotels owned as of March 31, 2025. For additional detail on our business mix, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our most recent Annual Report on Form 10‑K.

Current wording

Our customers fall into three broad categories: transient, group, and contract business, which accounted for approximately 60%, 36%, and 4%, respectively, of our full year 2024 room sales. The information below is derived from business mix results from the 78 comparable hotels owned as of June 30, 2025. For additional detail on our business mix, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our most recent Annual Report on Form 10‑K.

Previous wording

Cash Requirements. We use cash for acquisitions, capital expenditures, debt payments, operating costs, and corporate and other expenses, as well as for dividends and distributions to stockholders and to OP unitholders, respectively, and stock and OP unit repurchases. As a REIT, Host Inc. is required to distribute to its stockholders at least 90% of its taxable income, excluding net capital gain, on an annual basis. Our next significant debt maturity is $500 million of senior notes due in June 2025. We believe we have sufficient liquidity to repay the senior notes at maturity.

Current wording

Cash Requirements. We use cash for acquisitions, capital expenditures, debt payments, operating costs, and corporate and other expenses, as well as for dividends and distributions to stockholders and to OP unitholders, respectively, and stock and OP unit repurchases. As a REIT, Host Inc. is required to distribute to its stockholders at least 90% of its taxable income, excluding net capital gain, on an annual basis. Our next significant debt maturity is $400 million of senior notes due in February 2026. We believe we have sufficient liquidity to repay the senior notes at maturity.

Previous wording

Capital Resources. As of March 31, 2025, we had $428 million of cash and cash equivalents, $264 million in our FF&E escrow reserves and $1.5 billion available under the revolver portion of our credit facility. We depend primarily on external sources of capital to finance future growth, including acquisitions. As a result, the liquidity and debt capacity provided by our credit facility and the ability to issue senior unsecured debt are key components of our capital structure. Our financial flexibility, including our ability to incur debt, pay dividends, make distributions and make investments, is contingent on our ability to maintain compliance with the financial covenants of our credit facility and senior notes indentures, which include, among other things, the allowable amounts of leverage, interest coverage and fixed charges.

Current wording

Capital Resources. As of June 30, 2025, we had $490 million of cash and cash equivalents, $279 million in our FF&E escrow reserves and $1.5 billion available under the revolver portion of our credit facility. We depend primarily on external sources of capital to finance future growth, including acquisitions. As a result, the liquidity and debt capacity provided by our credit facility and the ability to issue senior unsecured debt are key components of our capital structure. Our financial flexibility, including our ability to incur debt, pay dividends, make distributions and make investments, is contingent on our ability to maintain compliance with the financial covenants of our credit facility and senior notes indentures, which include, among other things, the allowable amounts of leverage, interest coverage and fixed charges.

Previous wording

Two programs are currently in place relating to potential purchases or sales of our common stock. Under our common stock repurchase program, common stock may be purchased from time to time depending upon market conditions and may be purchased in the open market or through private transactions or by other means, including principal transactions with various financial institutions, like accelerated share repurchases, forwards, options, and similar transactions and through one or more trading plans designed to comply with Rule 10b5-1 under the Securities Exchange

Current wording

Two programs are currently in place relating to potential purchases or sales of our common stock. Under our common stock repurchase program, common stock may be purchased from time to time depending upon market conditions and may be purchased in the open market or through private transactions or by other means, including principal transactions with various financial institutions, like accelerated share repurchases, forwards, options, and similar transactions and through one or more trading plans designed to comply with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended. The plan does not obligate us to repurchase any specific number or any specific dollar amount of shares and may be suspended at any time at our discretion. During the second quarter of 2025, we repurchased 6.7 million shares of Host Inc. common stock at an average price of $15.56 per share, exclusive of commissions, through our common share repurchase program for a total of $105 million. At June 30, 2025, we had $480 million available for repurchase under our program.

Previous wording

In addition, on May 31, 2023, we entered into a distribution agreement with J.P. Morgan Securities LLC, BofA Securities, Inc., Goldman Sachs & Co. LLC, Jefferies LLC, Morgan Stanley & Co. LLC, Scotia Capital (USA) Inc., Truist Securities, Inc. and Wells Fargo Securities, LLC, as sales agents pursuant to which Host Inc. may offer and sell, from time to time, shares of Host Inc. common stock having an aggregate offering price of up to $600 million. The sales will be made in transactions that are deemed to be “at the market” offerings under the SEC rules. We may sell shares of Host Inc. common stock under this program from time to time based on market conditions, although we are not under an obligation to sell any shares. We may sell shares when we believe conditions are advantageous and there is a compelling use of proceeds, including to fund future potential acquisitions or other investment opportunities. The agreement also contemplates that, in addition to the offering and sale of shares to or through the sales agents, we may enter into separate forward sale agreements with each of the forward purchasers named in the agreement. No shares were issued during the first quarter of 2025. As of March 31, 2025, there was $600 million of remaining capacity under the agreement.

Current wording

In addition, on May 31, 2023, we entered into a distribution agreement with J.P. Morgan Securities LLC, BofA Securities, Inc., Goldman Sachs & Co. LLC, Jefferies LLC, Morgan Stanley & Co. LLC, Scotia Capital (USA) Inc., Truist Securities, Inc. and Wells Fargo Securities, LLC, as sales agents pursuant to which Host Inc. may offer and sell, from time to time, shares of Host Inc. common stock having an aggregate offering price of up to $600 million. The sales will be made in transactions that are deemed to be “at the market” offerings under the SEC rules. We may sell shares of Host Inc. common stock under this program from time to time based on market conditions, although we are not under an obligation to sell any shares. We may sell shares when we believe conditions are advantageous and there is a compelling use of proceeds, including to fund future potential acquisitions or other investment opportunities. The agreement also contemplates that, in addition to the offering and sale of shares to or through the sales agents, we may enter into separate forward sale agreements with each of the forward purchasers named in the agreement. No shares were issued during the second quarter of 2025. As of June 30, 2025, there was $600 million of remaining capacity under the agreement.

Previous wording

Cash Provided by Operating Activities. In the first quarter of 2025, net cash provided by operating activities was $305 million compared to $365 million for first quarter of 2024, a decrease due to payments for condominium construction costs and increased interest payments.

Current wording

Cash Provided by Operating Activities. Year-to-date in 2025, net cash provided by operating activities was $749 million compared to $818 million for year-to-date in 2024. The decrease was due to payments for condominium inventory and increased interest payments which offset cash from improved operations at our properties.

Previous wording

Cash Used in Investing Activities. Net cash used in investing activities was $83 million for the first quarter of 2025 compared to $100 million for the first quarter of 2024. Cash used in investing activities for the first quarter of 2025 and 2024 primarily related to $146 million and $103 million of capital expenditures, respectively, as well as investments in our joint ventures. Cash provided by investing activities in 2025 included $79 million of proceeds from the repayment of a note receivable.

Current wording

Cash Used in Investing Activities. Net cash used in investing activities was $198 million for year-to-date in 2025 compared to $775 million for year-to-date in 2024. Cash used in investing activities year-to-date in 2025 and 2024 primarily related to $298 million and $224 million of capital expenditures, respectively, as well as investments in our joint ventures, while 2024 also included the acquisition of two hotels. Cash provided by investing activities in 2025 included proceeds from the sale of one hotel and the repayment of a note receivable.

Previous wording

Cash Used in Financing Activities. In the first quarter of 2025, net cash used in financing activities was $327 million compared to $44 million for first quarter of 2024. Cash used in financing activities in both 2025 and 2024 primarily related to the payment of common stock dividends, while 2025 also included common stock repurchases. Cash provided by financing activities in first quarter of 2024 included a draw on the credit facility.

Current wording

Cash Used in Financing Activities. Year-to-date in 2025, net cash used in financing activities was $583 million compared to $353 million for year-to-date in 2024. Cash used in financing activities in both 2025 and 2024 primarily related to the payment of common stock dividends, common stock repurchases, and the repayment of senior notes. Cash provided by financing activities year-to-date in both 2025 and 2024 included the issuance of new senior notes.

Previous wording

(1)In connection with the dividend payments, Host L.P. made distributions of $354 million to its common OP unit holders.

Current wording

(1)In connection with the dividend payments, Host L.P. made distributions of $492 million to its common OP unit holders.

Previous wording

As of March 31, 2025, our total debt was $5.1 billion, with a weighted average interest rate of 4.7% and a weighted average maturity of 5.0 years. Additionally, 80% of our debt has a fixed rate of interest, and only one of our consolidated hotels is encumbered by mortgage debt.

Current wording

As of June 30, 2025, our total debt was $5.1 billion, with a weighted average interest rate of 4.9% and a weighted average maturity of 5.4 years. Additionally, 80% of our debt has a fixed rate of interest, and only one of our consolidated hotels is encumbered by mortgage debt.

Previous wording

Investors should consider the non-controlling interests in the Host L.P. common OP units when analyzing dividend payments by Host Inc. to its stockholders, as these Host L.P. common OP unitholders share in cash distributed by Host L.P. to all of its common OP unitholders, on a pro rata basis. For example, if Host Inc. paid a $1 per share dividend on its common stock, it would be based on the payment of a $1.021494 per common OP unit distribution by Host L.P. to Host Inc., as well as to the other unaffiliated Host L.P. common OP unitholders.

Current wording

Investors should consider the non-controlling interests in the Host L.P. common OP units when analyzing dividend payments by Host Inc. to its stockholders, as these Host L.P. common OP unitholders share, on a pro rata basis, in amounts being distributed by Host L.P. to all of its common OP unitholders. For example, if Host Inc. paid a $1 per share dividend on its common stock, it would be based on the payment of a $1.021494 per common OP unit distribution by Host L.P. to Host Inc., as well as to the other unaffiliated Host L.P. common OP unitholders.

Previous wording

Of the 81 hotels that we owned as of March 31, 2025, 79 have been classified as comparable hotels. The operating results of the following properties that we owned as of March 31, 2025 are excluded from comparable hotel results for these periods:

Current wording

Of the 80 hotels that we owned as of June 30, 2025, 78 have been classified as comparable hotels. The operating results of the following properties that we owned as of June 30, 2025 are excluded from comparable hotel results for these periods:

Previous wording

(1)Net income, EBITDA, EBITDAre, Adjusted EBITDAre, NAREIT FFO and Adjusted FFO for the quarter ended March 31, 2025 include a gain of $4 million from the sale of land adjacent to The Phoenician hotel.

Current wording

(1)Net income, EBITDA, EBITDAre, Adjusted EBITDAre, NAREIT FFO and Adjusted FFO for the year-to-date ended June 30, 2025 include a gain of $4 million from the sale of land adjacent to The Phoenician hotel.

Previous wording

(2)Unrealized gains of our unconsolidated investments are not recognized in our EBITDAre, Adjusted EBITDAre, NAREIT FFO or Adjusted FFO until they have been realized by the unconsolidated partnership.

Current wording

(3)Unrealized gains of our unconsolidated investments are not recognized in our EBITDAre, Adjusted EBITDAre, NAREIT FFO or Adjusted FFO until they have been realized by the unconsolidated partnership.